High school graduates hold different agendas for themselves on graduation night. Love struck Preston wants to confess his feelings to class beauty/cheerleader/prom queen Amanda who has just been dumped by dumb jock Mike who is the target of vengeful nerd William. Meanwhile, Kenny, a wannabe rapper is determined to lose his virginity only to have his plans temporarily sidetracked by Denise, Preston’s antisocial, high school hating friend who must resolve her differences with Kenny who was an old elementary school friend.